Certain Required Actions Sample Clauses

Certain Required Actions. Except as expressly contemplated by this Agreement or any of the Ancillary Documents or as otherwise consented to in writing by Buyer (which consent will not be unreasonably withheld, conditioned or delayed) and except as set forth in Schedule 5.2(a), from the date hereof through Closing, the Company will conduct (and will cause each of the Acquired Companies to conduct) its business in its Ordinary Course of Business and not do (or permit any of the Acquired Companies to do) any of the following in respect of the Business:
AutoNDA by SimpleDocs
Certain Required Actions. Except as expressly contemplated herein (including in Section 5.2(b)) or as otherwise consented to in writing by Buyer (which consent will not be unreasonably withheld or delayed), from the execution and delivery of this Agreement through Closing, each Target Company will, and will cause each other Acquired Company to, conduct its business in its Ordinary Course of Business, except that each Target Company will not, and will not permit any Company Subsidiary to, do any of the following:
Certain Required Actions. As promptly as possible following the date of this Agreement, but in any event prior to the filing of the Registration Statement, the Target Companies shall use commercially reasonable efforts to take such actions as are described on Schedule 6.11 (the “Required Actions”). The Target Companies shall (a) keep SPAC reasonably informed regarding the status of all Required Actions, (b) provide drafts of all related agreements to SPAC, and (c) reasonably consider any reasonable comments provided by SPAC to such agreements.
Certain Required Actions. Except as expressly contemplated herein (including in Section 5.2(b)) or as otherwise consented to in writing by Buyer (which consent will not be unreasonably withheld), from the execution and delivery of this Agreement through Closing, Seller will cause each Acquired Company to conduct the business of such Acquired Company in its Ordinary Course of Business, except that Seller will cause each Acquired Company not to do any of the following:
Certain Required Actions. Except as expressly contemplated herein or as otherwise consented to in writing by Buyer, from the date hereof through Closing, the Company will cause each of the Companies to conduct its business in its Ordinary Course of Business, including with respect to the collection of accounts receivable and payment of Liabilities, and will cause each of the Companies not to do any of the following:
Certain Required Actions. Except as expressly contemplated herein or as otherwise consented to in writing by Buyer (such consent not to be unreasonably withheld, conditioned or delayed), from the date hereof through the Ukrainian Transfer, the Company will hold the Ukrainian Assets in its Ordinary Course of Business and not do any of the following with respect to the Ukrainian Assets:
Certain Required Actions. Prior to the Closing, except (i) as expressly required hereby, (ii) as required by Applicable Law, (iii) as set forth in Section 5.2(c), or (iv) with the prior written consent of Buyer (which shall not be unreasonably withheld, conditioned or delayed), each Seller shall cause the Acquired Companies to, conduct their businesses in the Ordinary Course of Business, and use their reasonable best efforts to preserve the present business operations, organization and goodwill of the Acquired Companies, keep available the services of their officers and employees and maintain satisfactory relationships with suppliers, customers, distributors, marketers, and others having business relationships with them. Each Seller will cause the Acquired Companies to take the actions and effect the outcomes set forth on Exhibit 5.2(a) prior to the Closing.
AutoNDA by SimpleDocs
Certain Required Actions. Except as expressly contemplated herein (including in Section 5.2(b)) or as otherwise consented to in writing by Buyer (which consent will not be unreasonably withheld or delayed), from the execution and delivery of this Agreement through Closing, the Company will, and will cause each other Acquired Company to, conduct its business in its Ordinary Course of Business, and use its reasonable best efforts to: (1) preserve the present business operations, organization and goodwill of the Acquired Companies, (2) preserve the present relationships with customers, suppliers, licensors and licensees of the Acquired Companies, (3) maintain in full force and effect the Insurance Policies, and (4) complete the actions set forth on Schedule 5.2(a)(4). Without limiting the generality of the foregoing, except as consented to in writing by Buyer (which consent will not be unreasonably withheld or delayed), the Company will not, and will not permit any Company Subsidiary to, do any of the following:
Certain Required Actions. Except as expressly contemplated herein or as otherwise consented to in writing by Buyer, from the date hereof through Closing, Seller will cause the Company to conduct the business of the Company in its Ordinary Course of Business and not to do any of the following:
Certain Required Actions. Without limiting the generality of Section 6.4(a) above, except as expressly contemplated herein (including Section 6.4(c)) or as otherwise consented to in writing by Buyer (which consent will not be unreasonably withheld, conditioned, or delayed), from the date hereof through Closing, the Company will not do, and Seller will cause the Company not to do, any of the following:
Time is Money Join Law Insider Premium to draft better contracts faster.